ALREG provides services to issuers and other persons, including access to the Central Registration System, and will provide these services only by entering into an agreement with ALREG.
Before executing any transaction for the issuance of securities, ALREG must create in the central register system the data of the issuer and the data of securities that will be part of the transaction, including the identification of securities.
ALREG will ensure the initial registration of securities in the Central Securities Register and accept these securities in the Central Securities Register System according to the specifications provided by issuer and that the securities for which registration is required, comply with the following admission criteria and provisions of ALREG Regulations.
ALREG must decide whether to register and accept securities in the Central Securites Register System determined by the Issuer according to a standard application document form, no later than three months from the date of submission of the application, unless a longer deadline has been set shorter according to the law.
The issuer will apply to ALREG for the issuance, cancellation or replacement of securities in the Central Register by submitting a request to ALREG in the form of a written notice.
Such application shall include:
1. company name, the registered office, the state registration number and the contact person of the issuer,
2. the type and number of securities subject to issuance, cancellation or replacement,
3. the type of entry of actions – issuance, cancellation or replacement,
4. legal basis of action (issuance of securities, merger, conversion …),
5. name and title of the legal representative of the issuer and its signature.
Application for issuance of securities mentioned above accompanied by the following documents:
1. a copy of the relevant decision of the corporation body for the issuance of securities;
2. a copy of the AFSA decision on the approval of the public or private offer and the relevant prospectus;
3. a copy of any other decision of the AFSA or any other decision of the competent body in case that such decision constitutes a precondition for a valid issue of securities;
4. a copy of the decision for the registration of the issue or increase of the share capital in the respective state register of companies in case this registration constitutes a precondition for a valid issuance of securities;
Issuer’s Instruction for Issuance of Securities
The issuer’s instruction for the issuance of securities must include at least the following components:
1.company name, registered office, state registration number and issuer’s contact person, names and other personal data of the beneficiaries of securities with the national identification number (natural persons) or registration number (legal entities) for each beneficiary and their registered office or residential address,
2. the amount of securities subject to issuance, which will be credited to the individual beneficiary’s account,
3. naming (numbers and ALREG Members holding accounts) of the securities account for each beneficiary in which the security will be credited.
The issuer’s instruction on the issuance of securities must include a detailed description of the issued securities to which the Instruction refers:
1. type of security,
2. issuer identification information,
3. information whether the security is nominal or bearer,
4. the total number of securities issued under the Central Register,
5. if the security has the nominal amount: the nominal amount together with the total nominal amount of securities issued in the Central Register, or the indication that it is a non-nominal value
6. in the case of shares, information on the right to vote of the securities holder,
7. in case of preffered shares, the content of pre-emptive right or the priority rights of the holders of securities,
8. in case of debt securities: the balance of the principal amount, interest rate information and ways and periods for calculating interest, information on the issuance of the issuer’s liabilities on a security,
9.in the case of debt securities where the issuer has the right of early repayment: data on the value of return for which this right can be exercised, information on how to exercise this right and any other conditions for the exercise of this right,
10. registration date of rights (principal and interests),
11. in case of increase of share capital by the assets of the company and in other cases: the date of registration as holder of securities to receive new shares and as defined in the relevant decision of the corporation to issue securities
12. in case a security is rightly converted to a security of another value:
12.1. the content of the rights on securities for which it can be converted,
12.2. the report in which the conversion can be made,
12.3. information on the conversion process,
12.4. the time limit for exercising the right to convert, if this right is limited,
12.5. any other conditions for the exercise of the right of conversion the issuer’s instruction to issue securities may include other technical details at the request of the ALREG Central Register System. The issuer shall submit and transfer the data in accordance with this paragraph in electronic form in the format and method specified by the instructions issued by ALREG.